NEW YORK--(BUSINESS WIRE)--Sep. 26, 2016--
Hess Corporation (NYSE:HES) announced today that the previously
announced cash tender offer (the “Any and All Tender Offer”) for any and
all of its outstanding 8.125% Notes due February 15, 2019 (the “Any and
All Notes”) (CUSIP No. 42809HAB3) expired at 5:00 p.m., New York City
time, on September 23, 2016. According to information provided by Global
Bondholder Services Corporation, the information agent and the
depositary for the Any and All Tender Offer, $653,191,000 aggregate
principal amount of the Any and All Notes were validly tendered prior to
or at the expiration of the Any and All Tender Offer and not validly
withdrawn. This amount includes $3,150,000 aggregate principal amount of
the Any and All Notes tendered pursuant to the guaranteed delivery
procedures described in the Offer to Purchase, dated September 19, 2016
(the “Offer to Purchase”), and the related notice of guaranteed delivery
provided in connection with the Any and All Tender Offer, which remain
subject to the holders’ performance of the delivery requirements under
such procedures. The obligation of Hess to accept any Any and All Notes
tendered and to pay the consideration for the Any and All Notes is
subject to satisfaction or waiver of certain conditions and other terms
set forth solely in the Offer to Purchase. If the conditions are met,
Hess expects to pay for such Any and All Notes on September 28, 2016.
Holders of Any and All Notes that validly tendered and did not validly
withdraw their Any and All Notes prior to the expiration of the Any and
All Tender Offer will receive total consideration of $1,154.64 for each
$1,000 principal amount of Any and All Notes tendered and accepted for
payment, plus accrued and unpaid interest up to, but not including,
September 28, 2016, the expected settlement date of the Any and All
Tender Offer.
Hess plans to fund the purchase of the Any and All Notes with part of
the proceeds from the sale of its 4.30% Notes due 2027 and its 5.80%
Notes due 2047, which is expected to be completed on September 28, 2016.
In addition to the Any and All Tender Offer, Hess previously announced
its pending tender offers (together with the Any and All Tender Offer,
the “Tender Offers”) to purchase for cash up to an aggregate maximum
repurchase amount of certain other securities (the “Maximum Tender Offer
Notes” and, together with the Any and All Notes, the “Notes”) equal to
the lesser of (i) $375 million and (ii) $1.075 billion less the
aggregate total consideration for the Any and All Notes validly tendered
and accepted for purchase in the Any and All Tender Offer. Because the
total consideration expected to be paid for such Any and All Notes is
approximately $754.2 million (including $3.6 million for Any and All
Notes subject to guarantees of delivery), the aggregate maximum
repurchase amount of the Maximum Tender Offer Notes is expected to be
approximately $320.8 million, unless increased by Hess. Holders of Notes
are urged to read carefully the Offer to Purchase before making any
decision with respect to the Tender Offers.
Goldman, Sachs & Co., J.P. Morgan Securities LLC and Morgan Stanley &
Co. LLC are acting as lead dealer managers for the Tender Offers and
Mizuho Securities USA Inc. and MUFG Securities Americas Inc. are acting
as co-dealer managers for the Tender Offers. Global Bondholder Services
Corporation is acting as the information agent and the depositary for
the Tender Offers.
For additional information regarding the terms of the Tender Offers,
please contact the lead dealer managers: Goldman, Sachs & Co. at
800-828-3182 (toll free) or 212-357-1039, J.P. Morgan Securities LLC at
866-834-4666 (toll free) or 212-834-3424 or Morgan Stanley & Co. LLC at
800-624-1808 (toll free) or 212-761-1057. The Offer to Purchase and the
related notice of guaranteed delivery may be accessed at the following
link http://www.gbsc-usa.com/Hess/
or obtained from Global Bondholder Services Corporation, free of charge,
by calling toll-free at (866) 470-4500 (bankers and brokers can call
collect at (212) 430-3774).
This news release shall not be construed as an offer to purchase or
sell or a solicitation of an offer to purchase or sell any of the Notes
or any other securities. Hess, subject to applicable law, may amend,
extend or terminate the Tender Offers and may postpone the acceptance
for purchase of, and payment for, the Notes so tendered. The
Tender Offers are not being made in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. None of Hess, the
dealer managers, the information agent or the depositary makes any
recommendations as to whether holders of the Notes should tender their
Notes pursuant to the Tender Offers.
Hess Corporation is a leading global independent energy company engaged
in the exploration and production of crude oil and natural gas. More
information on Hess Corporation is available at http://www.hess.com.
Cautionary Statements
This news release contains statements about future events and
expectations, or forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, as amended. These projections and
statements reflect Hess’ current views with respect to future events and
financial performance. No assurances can be given, however, that these
events will occur or that these projections will be achieved, and actual
results could differ materially from those projected as a result of
certain risk factors, including those described in and incorporated by
reference into the Offer to Purchase. Hess undertakes no obligation to
update the information contained in this news release to reflect
subsequently occurring events or circumstances.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160926006152/en/
Source: Hess Corporation
For Hess Corporation
Investors:
Jay Wilson
212-536-8940
or
Media:
Sard
Verbinnen & Co
Michael Henson/Patrick Scanlan
212-687-8080